Common use of Opinion Clause in Contracts

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from X.X. Xxxxxx Securities LLC, to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration provided for in this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded in any material respect as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxx Xxxxxxx Xxxxx & Co. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Exchange Ratio in the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxx Xxxxxxx Xxxxx to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreementhereof.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Xxxxx, Xxxxxxxx & Xxxxx, Inc., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded in any material respect as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx + Partners, L.P. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx & Partners, L.P. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from RBC Capital Markets, to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration Exchange Ratio is fair fair, from a financial point of view view, to the holders of the Company Common Stock. Such opinion has not been amended or rescinded in any material respect as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Xxxxx, Xxxxxxxx & Xxxxx, Inc. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Exchange Ratio in the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Boenning to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Sandler X’Xxxxx & Partners, L.P., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded in any material respect as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Xxxxxx Xxxxxx IBG, LP, to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx & Partners, L.P. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxxxx, Xxxxx & Co. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration payable pursuant to this Agreement is fair from a financial point of view to the holders holder of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board board of Directors directors of the Company has received an opinion (which, which if initially rendered orally, has been or will be confirmed by in a written opinion, dated opinion of the same date) of Bank of America Xxxxxxx Xxxxx from Keefe, Bxxxxxxx & Wxxxx, Inc. to the effect that, that as of the date of such opinion, thereof and based upon and subject to the factors, assumptions, and limitations matters set forth therein, the Merger Consideration (as defined in such opinion) is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board board of Directors directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx & Associates, Inc. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Barclays to the effect that, as of the date of such opinion, and based upon and subject to the factorsprocedures followed, assumptionsfactors considered, assumptions made, and limitations set forth therein, the Merger Consideration to be received by the holders of Company Common Stock pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stocksuch holders. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx + Partners, L.P. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx UBS Securities LLC to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair to be received by the holders of Company Common Stock in the Merger pursuant to this Agreement was fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Kxxxx, Bxxxxxxx & Wxxxx, Inc., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Boenning & Scattergood Inc. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration Exchange Ratio is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board board of Directors directors of the Company Purchaser has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Xxxxxxxx, Inc. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration is fair to Purchaser from a financial point of view to the holders of Company Common Stockview. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Kxxxx, Bxxxxxxx & Wxxxx, Inc., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Starting Merger Consideration is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx X.X. Xxxxxx Securities LLC to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Exchange Ratio in the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America from Xxxxx Xxxxxxx Xxxxx & Co., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx & Partners, LP to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Exchange Ratio in the Merger Consideration is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board board of Directors directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Xxxxxxxx to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration Exchange Ratio is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Company Board of Directors of the Company has received an opinion (which, if initially rendered orally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx from Xxxxx, Xxxxxxxx & Xxxxx, Inc., to the effect that, as of the date of such opinionthereof, and based upon and subject to the factors, assumptions, assumptions and limitations set forth therein, the per-share Merger Consideration pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of Company Common Stock. Such opinion has not been amended or rescinded in any material respect as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Sandler X’Xxxxx & Partners, L.P. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.

Opinion. Prior to the execution of this Agreement, the Board of Directors of the Company has received an opinion (which, if initially rendered orallyverbally, has been or will be confirmed by a written opinion, dated the same date) of Bank of America Xxxxxxx Xxxxx Rxxxxxx Jxxxx & Associates, Inc. to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Merger Consideration pursuant to this Agreement is fair from a financial point of view to the holders of Company Common Stock. Such opinion has not been amended or rescinded as of the date of this Agreement.